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JEFFERSON COUNTY, WASHINGTON
RESOLUTION NO. 48~91
A RESOLUTION of the Board of County
Commissioners, Jefferson County, Washington, relating
to contracting indebtedness; providing for the
issuance of a $150,000 par value Limited Tax General
Obligation Bond, 1991 (performing Arts Center), of
the County for general County purposes to provide
funds with which to pay part of the cost of
renovating the balloon hangar at Fort Worden for use
as a performing arts center; fixing the date, form,
maturity, interest rate, terms and covenants of the
bond; establishing a bond redemption fund; and
approving the sale and providing for the delivery of
the bond to the United States of America, Department
of Agriculture, Farmers Home Administration.
WHEREAS, it is deemed necessary and in the best interests
of Jefferson County,
Washington
(the
"County") ,
and
its
inhabitants that the County renovate the balloon hangar at Fort
Worden for use as a performing arts center, the cost of which is
$1,785,446,12, that cost to be paid from contributions from the
Centrum Foundation, State Parks and Recreation Department and
the City of Port Townsend, Washington,
leaving a balance of
approximately $150,000 to be paid by the County, and the County
does not now have available sufficient money to pay that portion
of the cost; and
WHEREAS, the Board of County Commissioners of the County
has determined that it is in the best interests of the County to
issue its limited tax general obligation bonds in the amount of
$150,000 to pay a portion of the cost of renovating the balloon
hangar at Fort Worden for use as a performing arts center; and
WHEREAS,
the County heretofore entered
into
a
Loan
Agreement with the United States of America, Department of
Agriculture, Farmers Home Administration, providing for a loan
in the amount of $150,000 under the conditions, terms and
specifications set forth in that Loan Agreement, such loan to be
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evidenced by the issuance and sale of limited tax general
obligation bonds or a single bond in the principal amount of
$150,000; NOW, THEREFORE,
BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF
JEFFERSON COUNTY, WASHINGTON, as follows:
Section 1,
Authorization of Bond,
The County shall borrow
money on the credit of the County and issue its negotiable
limited tax general obligation bond evidencing that indebtedness
in the amount of $150,000 for general County purposes to provide
part of the funds required to pay the cost of renovating the
balloon hangar at Fort Worden for use as a performing arts
center (the "Project") and to pay the cost of issuance and sale
of the bond (the "costs of issuance"),
The general indebtedness
to be incurred shall be within the limit of up to 3/4 of 1% of
the value of the taxable property within the County permitted
for general County purposes without a vote of the qualified
voters therein,
Section 2,
Description of Bond,
The bond shall be called
Limited Tax General Obligation Bond,
1991
(Performing Arts
Center), of the County (the "Bond"); shall be in the principal
amount of $150,000; shall be dated May 30, 1991; and shall bear
interest at the rate of 5,875% per annum (computed on the basis
of a 365-day year for actual number of days elapsed).
Both
principal and interest shall be payable in 40 equal semiannual
installments of $6,425 each, except that the last installment
due on May 1,2011, may be more or less than'$6,425 as required,
payable on November 1, 1991, and semiannually thereafter on each
succeeding May 1 and November 1,
The life of the capital
improvements to be acquired with the proceeds of the Bond
exceeds twenty years,
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Section 3.
Appointment of Bond Reqistrar, Registration and
Transfer of Bonds.
The County Treasurer is appointed Bond
Registrar for the Bond.
The Bond shall be issued only in
registered form as to both principal and interest and recorded
on books or records maintained by the Bond Registrar (the "Bond
Register").
The Bond Register shall contain the name and
mailing address of the owner of the Bond.
The Bond shall be transferrable only in whole and only if
endorsed in the manner provided thereon and surrendered to the
or transferee.
Any transfer shall be without cost to the owner
The Bond Registrar shall not be obligated to
Bond Registrar,
transfer the Bond during the
fifteen days preceding
any
principal payment or redemption date,
Section 4.
Payment of Bond.
Installments of principal and
interest on the Bond shall be payable in lawful money of the
United States of America and shall be paid by check or draft
mailed on the installment payment date to the registered owner
at the address appearing on the Bond Register, except that the
last
installment due on May I,
2011,
shall
be paid on
presentation and surrender of the Bond at the office of the Bond
Registrar in Port Townsend, Washington,
On surrender of the
Bond at its maturity, the Bond Registrar shall cancel the Bond
and, within thirty days, destroy the Bond and furnish the County
a Certificate of Destruction.
Section 5.
Optional Redemption.
The County reserves the
right and option to prepay on any installment payment date on
thirty days' written notice to the registered owner all or a
portion of the principal amount of the Bond at par.
Upon any
partial prepayment, the amount of the semiannual installment of
principal and interest on the Bond shall remain unchanged but
shall be recalculated to reflect the reduction in the principal
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amount remaining unpaid and the resulting increase in the
portion of each installment payment credited to the principal of
the Bond.
The final installment payment date shall be adjusted
to ref lect the prepayment and increased amount appl ied to
principal from each semiannual installment payment,
Section 6.
Failure to Pay Installment.
If any installment
of principal and interest is not paid when due, the County shall
be obligated to pay interest on that installment at the same
rate provided in the Bond until that installment is paid in full.
Section 7.
Pledge of Taxes,
For as long as any portion of
the Bond is unpaid, the County irrevocably pledges to include in
its budget and levy taxes annually within the constitutional and
statutory tax limitations provided by law without a vote of the
electors of the County on all of the taxable property within the
County in an amount sufficient,
together wi th other money
legally available and to be used therefor, to pay when due the
installments of principal and interest on the Bond, and the full
faith,
credit
and
resources
of
the County are pledged
irrevocably for the annual levy and collection of those taxes
and the prompt payment of those installments of principal and
interest.
Section 8.
Form and Execution of Bond.
The Bond shall be
typewri tten on good bond paper in a form consistent with the
provisions of this resolution and state law, shall be signed by
the Chairman and Clerk of the Board of County Commissioners, and
the seal of the County shall be impressed thereon.
Only a Bond bearing a Certificate of Authentication in the
following form, manually signed by the Bond Registrar, shall be
valid or obligatory for any purpose or entitled to the benefits
of this resolution:
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CERTIFICATE OF AUTHENTICATION
This bond is the fully registered Jefferson
County, Washington, Limited Tax General Obligation
Bond, 1989 (Performing Arts Center), described in the
Bond Resolution.
Jefferson County Treasurer,
Bond Registrar
The authorized signing of the Certificate of Authentication
shall be conclusive evidence that the Bond so authenticated has
been duly executed, authenticated and delivered and is entitled
to the benefits of this resolution.
Section 9.
Bond Reqistrar.
The Bond Registrar shall keep,
or cause to be kept, at his/her office, sufficient books for the
registration of the Bond which shall be open to inspection by
the County at all times.
The Bond Registrar is authorized, on
behalf of the County, to serve as the County's paying agent for
the Bond and to carry out all of the Bond Registrar's powers and
duties under this resolution and County Resolution No,
establishing a system of registration for the County's bond and
obligations.
The
Bond
Registrar
shall
be
responsible
for
its
representations contained in the Bond Registrar's Certificate of
Authentication on the Bond,
Section 10.
Preservation of Tax Exemption for Interest on
Bond.
The County covenants that it will take all actions
necessary to prevent interest on the Bond from being included in
gross income for federal
income tax purposes,
and it will
neither take any action nor make or permit any use of proceeds
of the Bond or other funds of the County treated as proceeds of
the Bond at any time during the term of the Bond which will
cause interest on the Bond to be included in gross income for
federal income tax purposes.
The County certifies that it has
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not been notified of any listing or proposed listing by the
Internal Revenue Service to the effect that it is a bond issuer
whose arbitrage certifications may not be relied upon.
Section 11.
Small Governmental Issuer Arbi traqe Rebate
Exemption and Desiqnation of Bond as a "Qualified Tax-Exempt
Obliqation. "
The County finds and declares that (a) it is a
duly organized and existing governmental unit of the State of
Washington and has general taxing power; (b) the Bond is not a
"private activity bond" within the meaning of Section 141 of the
United States Internal Revenue Code of 1986, as amended (the
"Code"); (c) at least 95% of the net proceeds of the Bond will
be used for local governmental activities of the County (or of a
governmental unit the jurisdiction of which is entirely within
the jurisdiction of the County); (d) the aggregate face amount
of all tax-exempt obligations
(other than private activity
bonds) issued by the County and all entities subordinate to the
County (including any entity which the County controls, which
derives its authority to issue tax-exempt obligations from the
County or which issues tax-exempt obligations on behalf of the
County) during the calendar year in which the Bond is issued is
not reasonably expected to exceed $5,000,000; and (e) the amount
of tax-exempt obligations, including the Bond, designated by the
County as "qualified tax-exempt obligations" for the purposes of
Section 265(b)(3) of the Code during the calendar year in which
the Bond is issued does not exceed $10,000, 000.
The County
therefore certifies that the Bond is eligible for the arbitrage
rebate exemption under Section 148(f) (4) (D) of the Code and
designates the Bond as a "qualified tax-exempt obligation" for
the purposes of Section 265(b)(3) of the Code.
Section 12.
Bond Neqotiable,
The Bond sha 11 be a
negotiable instrument to the extent provided by RCW 62A.8-102
and 62A.8-105.
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Section 13.
Bond Fund; Deposit of Bond Proceeds.
There is
created and established in the office of the County Treasurer a
special fund designated as the Limited Tax General Obligation
Bond Fund,
1991 (Performing Arts Center) (the "Bond Fund").
Accrued interest on the Bond, if any, received from the sale and
delivery of the Bond shall be paid into the Bond Fund.
There
previously has been created and established in the office of the
County Treasurer a special fund designated as the Balloon Hangar
Construction Fund (the
"Construction Fund").
The principal
proceeds received from the sale and delivery of the Bond shall
be paid into the Construction Fund and used for the purposes
specified in Section 1 of this resolution.
Until needed to pay
the costs of the Project and costs of issuance, the County may
invest principal proceeds temporarily in any legal investment,
and the investment earnings may be retained in the Construction
Fund and spent for the purposes of that fund.
All taxes
collected for and allocated to the payment of the principal of
and interest on the Bond shall be deposited in the Bond Fund.
Section 14,
Loan Resolution.
The County covenants and
agrees with the United States
of Amer ica,
Department of
Agriculture, Farmers Home Administration, as the owner of the
Bond, to abide by the conditions of the loan resolution executed
and dated April 24, 1989, with respect to the Bond for so long
as that agency is the owner of the Bond.
Section 15.
Approval of Bond Purchase Offer.
The United
States of America,
Department of Agriculture, Farmers Home
Administration, has offered to purchase the Bond at a price of
par.
The Board of County Commissioners finds that acceptance of
such offer is in the County's best interest and therefore
accepts the same.
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The Bonds will
be typewr i tten
and delivered to the
purchaser in accordance with its offer, with the approving legal
opinion of Foster Pepper & Shefelman, municipal bond counsel of
Seattle, Washington, at the expense of the County,
Bond counsel
shall not be required to review and shall express no opinion
concerning the completeness
or
accuracy of
any
official
statement, offering circular or other sales material issued or
used in connection with the Bond, and bond counsel's opinion
shall so state.
The proper County officials are authorized and directed to
do everything necessary for the prompt delivery of the Bond to
the purchaser and for the proper application and use of the
proceeds of the sale thereof,
ADOPTED by the Board of County Commissioners of Jefferson
County, Washington, this 20th day of May, 1991, at a regular
open public meeting thereof,
BOARD OF COUNTY COMMISSIONERS
JEFFERSON COUNTY, WASHINGTON
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RICHARD E. WOJT, Member
ATTEST:
SiA~Lii. ~~oard
APPROVED AS TO FORM:
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Prosecuting AttorneY(_D-€pJ~)
HDS-313*
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